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the transaction before us and its taxability under section 47 is
controlled by the substance thereof. As is explained in the
cited ruling:
When there is no intention at the time of transfer to keep
the property within the consolidated group, the transaction
should be viewed as a whole and not as separate individual
transactions. * * *
Because the transfer * * * is a step in the planned transfer
of the property outside the group, section 1.1502-3(f)(2)(i)
of the regulations does not apply. [Rev. Rul. 82-20, 1982-1
C.B. 6; citations omitted.]
In Tandy Corp. v. Commissioner, 92 T.C. 1165 (1989), we held
that, on the particular facts of that case, recapture under
section 47 was not appropriate where a change in ownership of a
transferee corporation occurred in a year after a transfer of
property to the transferee corporation. With respect, however,
to a fact situation similar to the instant case (where a transfer
of property and an ownership change in the transferee corporation
effectively occur during the same taxable year and as part of the
same integral transaction), we explained in Tandy Corp. v.
Commissioner, supra, that section 47 recapture would be
triggered, as follows:
To treat * * * [the taxpayer] as having relinquished during
the year before the Court a "substantial interest" as
contemplated by section 1.47-3(f)(1)(ii)(b), Income Tax
Regs., would require a concomitant finding that such an
interest passed to * * * [the taxpayer's] shareholders at
the same time. * * * [Id. at 1171.]
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